Treasure Global Inc. Files 8-K with Material Agreement Details

TL;DR

TGI filed an 8-K on Nov 27, 2024, reporting a material definitive agreement. Details to follow.

AI Summary

On November 27, 2024, Treasure Global Inc. filed an 8-K report detailing a material definitive agreement. The filing also includes information on other events and financial statements/exhibits. The company is incorporated in Delaware and its principal executive office is located at 276 5th Avenue, Suite 704 #739, New York, NY 10001.

Why It Matters

This 8-K filing indicates a significant new agreement for Treasure Global Inc., which could impact its business operations and financial performance.

Risk Assessment

Risk Level: medium — Material definitive agreements can introduce new risks or opportunities, requiring further analysis of the agreement's terms.

Key Players & Entities

• TREASURE GLOBAL INC (company) — Registrant
• November 27, 2024 (date) — Date of Report
• Delaware (jurisdiction) — State of Incorporation
• 276 5th Avenue, Suite 704 #739, New York, New York 10001 (address) — Principal Executive Office

FAQ

Key Financial Figures

• $0.00001 — h registered Common Stock, par value $0.00001 per share TGL The Nasdaq Stock Mark
• $1,177,000.00 — agreed to invest an aggregate amount of $1,177,000.00 (the "Investment Amount") into the Comp
• $0.33 — 00001 at a negotiated purchase price of $0.33 (the "Offering").The Investment Amount

Filing Documents

• ea0222967-8k_treasure.htm (8-K) — 30KB
• ea022296701ex5-1_treasure.htm (EX-5.1) — 11KB
• ea022296701ex10-1_treasure.htm (EX-10.1) — 130KB
• ea022296701ex23-1_treasure.htm (EX-23.1) — 5KB
• ex5-1_001.jpg (GRAPHIC) — 5KB
• ex23-1_001.jpg (GRAPHIC) — 27KB
• ex23-1_002.jpg (GRAPHIC) — 15KB
• 0001213900-24-103564.txt ( ) — 435KB
• tgl-20241127.xsd (EX-101.SCH) — 3KB
• tgl-20241127_lab.xml (EX-101.LAB) — 33KB
• tgl-20241127_pre.xml (EX-101.PRE) — 22KB
• ea0222967-8k_treasure_htm.xml (XML) — 4KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On November 27, 2024, Treasure Global Inc (the "Company") entered into a subscription agreement (the "Subscription Agreement") with certain investors (the "Investors"). Pursuant to the Subscription Agreement, the Investors agreed to invest an aggregate amount of $1,177,000.00 (the "Investment Amount") into the Company for 3,566,668 shares of the Company's common stock (the "Offered Shares"), par value $0.00001 at a negotiated purchase price of $0.33 (the "Offering").The Investment Amount shall become due and payable when Offered Shares are registered under an effective Registration Statement filed by the Company with the Securities Exchange Commission. Investors shall make the payment within seven (7) days from the date of the Subscription Agreement. The Offering is expected to close on November 29, 2024, subject to the satisfaction of customary closing conditions. All amounts payable by the Investor under this Subscription Agreement shall be paid in full, and in the currency mutually agreed upon, and free of and without any deduction or withholding for any current or future taxes, levies, duties, charges or other deductions or withholdings levied in any jurisdiction from or through which payment is made. The Company intends to use the net proceeds from this Offering for working capital and general corporate purposes. The Subscription Agreements contain representations, warranties and agreements by the Company, customary conditions to closing, indemnification obligations of the Company, other obligations of the parties and termination provisions. The representations, warranties and covenants contained in the Subscription Agreements were made only for the purposes of such agreements and as of the specific dates, were solely for the benefit of the parties to such agreements and may be subject to limitations agreed upon by the contracting parties. The Offered Shares are being sold pursuant to a prospectus suppl

01. Other Events

Item 8.01. Other Events On November 27, 2024, we filed the Prospectus Supplement, dated as of November 27, 2024 under the registration statement on Form S-3 (File No. 333-278171), in respect of the financing with the Investors. The Prospectus Supplement included certain updated disclosures regarding the Company, in particular, in the sections captioned "Prospectus Supplement Summary-Recent Developments". In addition, the Company is filing, as exhibits hereto, an opinion of Sichenzia Ross Ference Carmel LLP as Exhibit 5.1 and the consent of WWC, P.C., as Exhibit 5.1 and Exhibit 23.1, respectively.

01. Financial Statement and Exhibits

Item 9.01. Financial Statement and Exhibits. (d) Exhibits. Exhibit No. Description 5.1 Opinion of Sichenzia Ross Ference Carmel LLP 10.1 Subscription Agreement by and among the Company and the Investors dated November 27, 2024 23.1 Consent of WWC, P.C. 104 Cover Page Interactive Data File (embedded with the Inline XBRL document) 1

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: November 27, 2024 TREASURE GLOBAL INC. By: /s/ Carlson Thow Name: Carlson Thow Title: Chief Executive Officer 2

View Full Filing

View this 8-K filing on SEC EDGAR